TMNT: All My Fault
by Grey Nirvana
Summary: A different take on the episode "Vengeance is Mine" from the 2012 TMNT series. It may not seem very different at first, but keep reading until the end, and you won't be disappointed. Feel free to leave reviews, as I'm always open to criticism. c: Episode description: As the turtles attempt to rescue Karai from the Shredder, a twist of events leaves them without their leader.
1. Chapter 1

Chapter 1: Broken Swords

As the moon rose high over the Manhattan skyline, Leonardo, Donatello, Raphael, and Michelangelo were getting ready to go with Splinter, their father, and rescue Karai from the Shredder.

Leonardo was sick with worry. He had tried to stop Karai from going to face him alone...

***flashback* **Leonardo opened the divider to Karai's new room at the lair.

"Karai? You awake?" he started. When he received no response, he left and waited in the living room. He saw Karai run through seconds later and hopped down in front of her.

"Don't try to stop me, Leo," she said, staring him down.

"I'm coming with you."

"What?!" Karai was taken aback.

"Shredder isn't going to stop hunting us unless we take him out. I'm not taking 'no' for an answer, Karai," Leo replied, looking her directly in the eye.

Karai smiled and walked over to Leo, leaning over him slightly. He glanced around, blushing noticeably. She leaned in as if to kiss him, then suddenly punched him in the stomach and threw a smoke bomb to knock him out. That was the last thing he remembered before waking up and realizing she was gone. He yelled for his brothers and father.

"Karai left! She's gonna take on Shredder alone!" he exclaimed.

Splinter looked to the side. "I told her too much, too quickly. We must go, now!"

With that, they climbed aboard the Shellraiser and went to rescue Karai. ***end flashback***

As the mutants were on their way, the Shredder had easily recaptured Karai and was having her taken to Stockman's laboratory. The turtles spotted them as they sped along the streets.

"Time to knock them off the road!" Raph exclaimed.

"No! There are too many of them; if we start a fight, we may not be able to handle all of those carts!" Splinter interjected before Raph could fire. Raph grunted, but nodded.

The Foot legion came to a stop at a seemingly abandoned warehouse; but inside was a laboratory run by Baxter the Fly. He was putting the final touches on his homemade mutagen.

"Is it ready, Stockman?" Shredder asked from behind the fly, shocking him and causing him to spill some ingredients into the mutagen.

"That'll be fine..." he muttered, then replied, "Yes, master Shredder!"

Shredder had Karai caged up and hung above the giant vat of mutagen, evoking a shocked look from Tiger Claw.

"Mutating your own daughter? You're more ruthless than I thought..." he murmured, in both fear and respect.

"She is not to be mutated. Stockman has added serpent DNA into the mutagen; when the turtles attempt to rescue Karai, they will be mutated into mindless natural predators of rats! And then, once Splinter's spirit is broken, I will shatter his body!" Shredder exclaimed with a look of triumph in his eyes.

Suddenly, the Shellraiser crashed through the wall of the warehouse, and the turtles, along with Splinter, hopped out.

"Let. My. Daughter. Go," Splinter demanded with a deathly calmness.

"Come and get her... If you can," Shredder taunted.

Splinter leaped at Shredder and began attacking him as Shredder laughed gleefully.

Dozens of FootBots attacked the turtles, but they managed to hold them off. Just as the fight was turning in their favor, Donnie stepped into what he quickly realized was a trap. He attempted to warn his brothers, but he was too late- Mikey and Raph stepped into them as well, leaving only Leo.

Finally, even Leo stepped into a trap, but luckily, his sword was left sticking out. He used it to pry the cage open, then leaped over and cut a chain linked to the roof, riding it up to Karai's cage. He quickly opened it and undid her bonds. She grinned at him.

"Thank you, Leo!" she exclaimed. His face lit up, but the distraction proved a disaster.

"Leonardo, behind you!" Splinter exclaimed. Karai got the warning in time and leaped from her cage to the ground, but Leo was still dazed. He barely had time to lift his swords to defend himself from Shredder's attack, but the force of the impact broke them and knocked Leo down towards the mutagen.

Everything seemed to play in slow-motion as Leo fell. Splinter, Karai, and the other turtles were horrified as they were helpless to do anything. Shredder, having escaped falling in, started to cackle with pure joy. A chorus of, "LEO!"s ran out with a very distinct and heartbroken, "Leonardo!" ringing out from Splinter.

A very different Leonardo surfaced from the mutagen. His head was in the shape of a cobra's, with blue designs around his eyes. His shell had turned into armor, and his broken swords had turned into spikes on his arms. Finally, his legs had merged into a long tail with a stinger on the end. He slithered out and started attacking FootBots, letting out a mix between a roar and a hiss, as Karai and Splinter quickly freed the turtles from the traps.

Splinter turned to Shredder, who was clearly enjoying his pain.

"You have gone too far this time, Oroku Saki!" he cried as he charged at Shredder and knocked him down. Shredder was shocked, but he kicked Splinter off towards the wall. Before Splinter could charge again, sparks from a destroyed FootBot hit some spilled oil and set the whole lab ablaze. Rubble began falling from the ceiling, separating Splinter, Karai, and the turtles from Shredder, Tiger Claw, and what used to be Leonardo.

"Father, we have to go!" Karai exclaimed as more of the building collapsed around them. Splinter gave a defeated look and nodded.

Later, at the lair, the five were sulking around, almost not believing what had just happened. All of them wondered if it was just a bad dream. Karai curled up in a ball and tried to hide her face.

"Miwa..?" Splinter started, trying to comfort her. She looked up, tears screaming down her face.

"This is all my fault! I went off to fight Shredder alone... I didn't listen to you... I got Leo involved... It's because of me he's a monster!" she half-screamed. The turtles all went wide-eyed from this; they were all feeling similar things, but Karai wasn't one to act like this most of the time.

Everyone's eyes began to water as the all drew in for a family hug. They were safe now, but nobody had a clue what had happened to Leo, or how they were going to fix this.


	2. Chapter 2

Chapter 2: Cold Blood

Karai locked swords with Leonardo... or rather, what Leo had become. For some reason he was back to normal, except for beady black eyes that seemed to stare into her soul, and a mouth that resembled a snake's. Then, he spoke.

"You did thissssss," he hissed. "It's all your fault!"

Karai started losing focus. In her mind, she knew he was right. This was all her fault...

Suddenly, when she was off guard, Leo swung, and just as the sword was about to finish her off, she sat up in a cold sweat. Glancing around nervously and panting, she realized it was just a nightmare. Leo had been mutated and attacked her. Just a dream. She ran out and went to Leo's room, only to find it empty.

"I guess that part wasn't a nightmare... But it may as well be," she muttered, hanging her head.

"Miwa, do not blame yourself," she heard from behind her.

"It's hard not to, Father," she replied.

"I told you more than you could handle at once," Splinter started. "We are lucky that all of you were not captured. Donatello has created a retromutagen before, and I believe he can do it again."

"Even if Donnie can make a sample for him, we still have to capture Leo to use it on him. And Leo is probably being held by Shredder now."

Splinter embraced her. "We will figure all of this out. No matter how difficult the obstacle, this family has always overcome it. But for now, you should get some rest. You will not be any help to Leonardo if you are deprived of sleep."

Karai nodded. "Goodnight, Father," she said, then returned to her room.

The next morning, Karai woke up from a much sounder sleep than before. Leaving her room, she headed into Donnie's lab, finding him leaning his face on his hands with bags under his eyes.

"Donnie?" she tapped him on the shoulder, taking him out of a daze.

"Huh?" he jumped a little, then looked around and saw her. "Oh. Hey."

"You were able to make retromutagen before, right?" Karai started.

"Yes. I've been working all night to make a batch for Leo. But while I was working, I realized something that acts like a major road block." The look on Donnie's face made Karai's heart sink.

"What is it?" she asked nervously.

"If we use the retromutagen on Leo, it'll turn him back into a regular turtle, since mutagen originally turned him into the Leo we know. It could take a really long time to develop retromutagen that'll only undo his secondary mutation..." Donnie trailed off.

"We might not have time!" Karai exclaimed. She knew she shouldn't be mad at Donnie; he was doing all he could. Her frustration was simply overwhelming. "Who knows what Shredder is putting him through right now!"

"Calm down, Karai! I'm worried sick, too. But if I rush this, it could hurt Leo a lot more than help him. Besides, you told us that Shredder rarely carries out threats against his own men. While it's not good that he probably has Leo, Leo is definitely useful to him. So, for the time being, he's probably safe," Donnie explained. Karai gradually calmed down and nodded.

"Sorry, Donnie. I just wish this had never happened. Anything I can help with?" she finally said.

"Just leave me to my work. Thanks for the offer," he replied.

"Alright..." Karai walked out of the lab, wondering what exactly was happening with Leo.

Above the surface, in Foot Headquarters, Shredder watched as Leo ripped through countless FootBots with ease inside a testing room, his shell armor blocking attacks and his claws tearing them apart. Finally, there were no FootBots left. Shredder stepped into the room and clapped slowly. Leo turned towards him and hissed.

"I am not your enemy. I will give you a home here if you help me," he attempted to speak to the beast. Surprisingly, Leo listened.

"What isssss it that you want?" he hissed questioningly.

"The rat in the warehouse where I took you back here. Somewhere in your mind, you know where he is. Help me hunt him down, and you can have him for a meal," Shredder offered, extending his right hand to Leo. Leo thought for a moment, then slowly transformed into his turtle self, with eyes closed. When he opened them, they were beady, black eyes, rather than his usual blue ones. He grabbed Shredder's hand and shook it.

He opened his serpentine mouth to speak. "I accept, Master."

**Author's note: Yes, I realize this is a short chapter. But sometimes more can be said with less words. :P Also, these aren't so much episodes as chapters. This would be more of a half episode, if that. By the way, even though parts of this chapter are probably going to be boring, it's going to bridge to some real fun later on. Hang on to your hats. It's about to get good.**


	3. Chapter 3

Chapter 3: Snake Eyes

Karai was attempting to relax with a session of freerunning. Having fun always helped clear her mind. She began to lose herself in her run when she heard someone nearby say her name. Turning to the source, she found Raph.

"You're not gonna hog all the fun, are you?" Raph said with a smirk.

"This coming from you?" she replied. Raph wasn't exactly her favorite of the turtles, but they were at least on speaking terms due to having to live together. Besides, with Leo in his current condition, they shouldn't be arguing with themselves.

"Listen, I know we ain't best buds," he started, as if reading her mind, "but I figured we could both use some time away from the lair. And who knows, maybe we'll actually get along by the time we get home?" Raph said sarcastically.

"Alright, then. Catch me if you can," Karai said as she threw a smoke bomb at him, then ran off into the night.

"Oh, it is ON!" Raph exclaimed, not sure whether to be angry or amused, and chased after her.

Eventually, Karai saw something that made her stop cold. Down in the streets, there was a horde of FootBots. They seemed to be fighting someone. Raph came up beside her and saw this. They exchanged smirks, then jumped into the fight. Karai, Raph, and the mystery fighter made short work of every last robot. When it was all over, both Karai and Raph's jaws dropped to the ground as they saw who was fighting before.

Back at the lair, Mikey was enjoying a gummy worm, peanut butter, and chocolate syrup pizza when he heard excited voices from the entrance.

"Look who we found!" Raph exclaimed triumphantly, leading the real Leo into the lair, who smiled awkwardly. Raph and Karai beamed as Mikey, Donnie, and Splinter rushed in and nearly suffocated Leo in a hug.

"But... How?" Donnie started.

"Shredder had some retromutagen lying around. I guess some part of me knew that I needed to use it," Leo shrugged and smiled.

"But if you used retromutagen, you should be a regular turtle now!" Donnie exclaimed, extremely confused.

"Guess Stockman's brand of mutagen is just a little different than the Kraang's. Or maybe I just got lucky," Leo laughed. Everyone was a little confused, but at the same time, they were just happy to have Leo back.

Later, everyone was asleep. Except for Karai, and as she was about to find out, Leo. He knocked on her door.

"Can I come in?" he half-whispered. Karai simply walked to the door and opened it, smiling at him. Leo started in.

"So... You've probably realized by now I kind of... Uh..." he stammered until Karai shut him up by kissing him. Before Leo could respond, she pulled away and hugged him. He wrapped his arms around her, still dazed.

"Better get some sleep, sword boy. You probably haven't been getting much lately," Karai smirked at him.

"Alright..." Leo smiled. Karai winked at him and closed her door back.

As soon as she did, Leo snapped out of his daze and grinned evilly. He blinked his eyes, and they turned to a beady black. His mouth shifted into that of a snake's.

"Ssssssuch foolsssss," he murmured as he sneaked over to Master Splinter's private quarters. Splinter was meditating with his back to Leo. Seeing this, Leo smirked as he slowly moved towards his former master. As he was about to strike, Splinter spoke up.

"My son would know better than to try to sneak up on me."

Leo gasped as Splinter turned around and punched him hard in the stomach, sending him flying. For a moment, he was surprised. Then, he just got very, very angry. Shifting into his full on mutant form, he hissed and suddenly wrapped his tail around Splinter, squeezing hard.

This took the rat off guard, but he quickly knocked his head against Leo's, stunning him once more, then kicked him back into the wall.

"My son would also know better than to try and defeat me in combat," Splinter smirked, simply standing there.

Leo growled, then started laughing. Splinter raised an eyebrow, then it dawned on him.

"Yesssss, that'sssss right, rat! It wassss not my objective to finish you off here! I jusssst thought I might do it assss an extra bonussss..." Leo teased as he fled, making his way out of the lair before Splinter could react.

Running after Leo, Splinter called for everyone to wake up.

"This is getting old..." Mikey muttered.

"Where's Leo?" Karai exclaimed.

"He is not himself! I should have seen it... He has found our lair and is going to inform Shredder of our location! We must not let this happen!" Splinter yelled out. Everyone gasped as Raph scowled and Karai's heart dropped once again. To think she kissed that... Thing.

However, without another word, all of them set out and split up to find Leo.

Karai saw a figure ahead of her in the tunnel she took. Sprinting towards it, she saw Leo as his normal self. He turned around and started towards her. She drew her sword and pointed it towards him. Then, he put his hands up in surrender.

"Whoa!" he said. "I only wanted to say that Splinter attacked me, thinking I was still that monster! I had to flee before I could tell you!" he exclaimed.

Karai nodded. "That's awful!"

Leo smiled, thinking she had fallen for it, then was taken off guard yet again by a punch to the chest.

"That's for making me think that you were the real Leo, you sick bastard!" she yelled in pure hate.

Leo glared at her, then drew two new black swords from the sheathes on his back.

"I guesssssss it comes down to thissss, then," he said quietly as they stared each other down.

Karai held up her sword and charged him without a word.

Time seemed to lose its meaning as they dueled. This time, it wasn't a friendly sparring match. They repeatedly exchanged blows, evenly matched. However, if one were to look closely, it almost seemed as if they were holding back a little. Finally, Leo got the upper hand and twisted Karai's sword out of her hands. She gasped and prepared to fight with her fists, but Leo simply knocked her over the head with the butt end of his sword, knocking her out cold.

Leo stood over Karai, indecisive about what to do. He could finish her off, or better yet, win extra points with Shredder for bringing her to him. Then, a part of him said not to do that.

After staring her down for a few more seconds, he simply stated, "You're lucky it wassssn't Raph who got mutated," and sped off to Foot HQ.

Karai woke up with a pounding headache in her bed, the other turtles and Splinter around her. She was sore all over, and only then realized she was bruised and cut all over from the fight with Leo.

"I.. I let him go..." she sighed, trying not to cry again. Always having been the tough girl, she hated to cry, especially in front of the turtles.

"Just relax... At least now we know we can't trust Snakeshifter," Mikey tried to comfort her in his own weird way.

Karai rolled her eyes. "We are NOT giving Leo a mutant name!" she muttered, slightly annoyed.

"It does not matter now. Shredder can attack at any time. We must be ready. Miwa... You should rest up. You will need your strength," Splinter said, trying to get back on topic.

Karai frowned, but nodded. Everyone left her room after that, and she turned over to go back to sleep.

Donnie turned to Splinter once they left.

"Sensei, if Shredder comes to our lair, he'll probably bring Leo with him, right?" he asked as Splinter considered this.

"You want to capture Leonardo if we see him again?" Splinter concluded.

"Exactly! And we also may get a chance to take out Shredder!" Donnie exclaimed.

"Very well, Donatello. Although we should not simply do nothing while we wait around for Shredder to come. We will let him come to us, but we will also be ready for him," Splinter said.

Donnie nodded and kept going. "Plus, Leo actually gave me a clue as to how to cure him! He said that Stockman made his own brand of mutagen. Since the Kraang's mutagen is what mutated Leo into Leo, I should be able to make a retromutagen specifically for Stockman's version, therefore turning Leo back into himself!" Donnie explained as he grinned. Splinter smiled back at his son.

"You always have been very observant. Perhaps tomorrow you should tell the rest of the family this news," Splinter told Donnie.

"Yes, sensei," Donnie replied as he went back to his room. Splinter retreated to his own quarters and began to meditate on all that had happened, as well as where Leo might be now...

In Shredder's stronghold, Leonardo approached the Shredder himself at his throne, kneeling before him.

"What news do you bring?" Shredder questioned.

"I have located the lair, massssster Sssssshredder! We can now attack them at any time!" Leo exclaimed with a grin, leaving out the part where he could have captured Karai. His grin only grew wider when the Shredder's eyes lit up.

"Well done, Leonardo. I see that I did not make a mistake enlisting your help," he praised, then got up and led Leo to a room full of rat.

"This is your reward. Continue to serve me well, and there will be many more like it," the Shredder left Leo to his meal as the snake-turtle lit up and ate to his heart's content, barely a thought to the fact that his family was now in danger.

Shredder began to laugh a victorious laugh as he left, knowing he was a step away from finally winning.

**Almost seems like it's about to end, doesn't it? In all reality, it's just getting started. Extra long chapter to make up for the short one last time. Hope y'all enjoyed! Also, I hate to do this, but since I'm feeling extra evil tonight... Next chapter at 10 reviews. :3 Not that hard, just a few more. I really just love knowing what people think of my work and what I could do to improve it. Thank all of you for reading, and I really appreciate the feedback so far! Peace out, and expect great things in the future. c:**


	4. Chapter 4

Chapter 4: Cold Blood

Karai was on the hunt for Stockman. Ever since Donnie had told the family about how Stockman had made his own version of the mutagen, she had made it her mission to find the fly and get a sample of his mutagen to work with. However, since his old lab had collapsed, he was more difficult to find than he should have been.

This was her fifth night of searching. She was about to head back home, when she saw several Foot karts driving in a line, as if on cue. Near the lead, she spotted him...

"Leo..." she said under her breath. Figuring that they might lead her to Stockman, she followed the line. All of the karts came to a stop at a different warehouse. Karai smirked, and thought to herself that this was it.

Sneaking inside, she saw Tiger Claw speaking with Stockman.

"We require more of your mutagen. I'm assuming you've managed to create more since the incident a few weeks ago?" Tiger Claw started.

"Yes! It's actually quite easy to duplicate..." Baxter replied, grabbing a bottle of it from the lab table.

Tiger Claw smirked and took it. "Now we can begin the testing."

"Testing?" Stockman inquired.

"You will find out in a moment," Tiger Claw replied. "Touch this FootBot," he said, gesturing to a FootBot right beside him. Hesitantly, the fly complied. The robot did nothing but stand there. Then, Tiger Claw took the bottle of mutagen and poured it over the FootBot. Surprisingly, the mutagen fused the fly DNA with the FootBot's machinery to slowly transform it into a cyborg fly. Karai gasped a little, wondering how that was even possible, as Baxter seemed just as surprised.

"So, you want me to mutate FootBots into super-cyborgs?" he summarized. Tiger Claw nodded and pointed towards a dozen more.

"Have these all mutated in three days. We will be using them to invade Splinter's lair," Tiger Claw stated. "Do not screw this up, fly..." he warned before he walked out the door, giving a death glare. However, Leo, who had been very silent during this time, stayed behind.

"I'm sssupposed to sssupply you with sssomething to mutate the robotsss with," he stated simply, slashing the bots a little with his tail, making sure to leave enough traces of his hybrid DNA without destroying them. Stockman simply nodded and got to work, pouring mutagen over the bots as they transformed into cyborg snake-turtles, growing armored torsos and tails in addition to their legs.

Karai watched this in complete silence, then remembered why she was here. Scanning the building, she saw another bottle of the mutagen. Carefully sneaking down, she grabbed it and ran out, cheering a little on the inside. While Shredder's army was becoming even more dangerous, she may have just found the key to curing Leo.

Back at the lair, she walked into Donnie's room.

"Hey, Slim Jim. Found something for you," she started, setting down the bottle she snatched in front of Donnie, who went a little wide-eyed, ignoring the nickname.

"Is this... Stockman's mutagen?" he questioned. He grinned when Karai nodded. "This is great!" he exclaimed. "Now I just need to create some retromutagen for this and I can cure Leo!"

"You're welcome," Karai smirked, but she was secretly ecstatic.

Later, as Karai was watching TV in the living room, April walked in. Karai raised an eyebrow at this.

"What's up?" she said simply.

"Donnie asked me to come over," April replied. Karai smirked a little.

"Just don't get too frisky, you two. He's in his lab," Karai stated as April rolled her eyes a little and went into Donnie's room.

Inside, she found Donnie working on the retromutagen.

"Whatcha need me for?" she asked, surprising him a little.

"Oh, hi, April!" Donnie grinned. "Do you know what this is!" he pointed to the mutagen.

"Uh, mutagen?" April raised an eyebrow.

"Not just any mutagen! Stockman's mutagen! With this, I can cure Leo! Of course, I have to work out a new retromutagen first..." he trailed off.

"That's great, Donnie! But, uh, why do you need me for this?" April questioned.

"Well, I might be able to use your DNA to speed the process along like we did last time," Donnie explained. "It's not the same mutagen, but it should have the same basic properties."

April nodded and sat down as they got to work.

Leo had finally gone back to Foot HQ, and was getting some rest. However, his sleep was far from sound. He found himself clashing blades with... Himself. One Leo had blue eyes, the other a beady black, and the real Leo was losing his footing.

"Give up!" Snakeshifter exclaimed at him. "It is hopelessss for you! You are the passsst... And I am the future!" he jeered. Leo tried to shrug it off but knew on the inside he was fighting a losing battle. However, since Snakeshifter was inside his head, he knew it, too.

"You know you cannot win... In only two daysss we will wipe your family off of the face of the earth!" he exclaimed, laughing loudly as he forced Leo back with his blades. "I look forward to destroying all of them myself... As you are helpless to watch!"

Leo suddenly kicked Snakshifter back, hard. He had something foreign to him running through his blood... Rage.

"As IF I'm going to let you do that! Never, EVER, threaten my family!" Leo shouted at him. "This is MY body! I'M in control! And you aren't going to hurt them again!" he exclaimed, realizing that since this was his mind, he could do anything...

He teleported behind Snakeshifter and kicked him in the back, hard. "That's for locking me up in here!"

Then, he charged and slashed Snakeshifter across the chest. "THAT's for threatening my family!"

Finally, as Snakeshifter stumbled back, wide eyed and bleeding badly, Leo turned around and slid back, impaling Snakeshifter with both of his swords. "And that's for hurting Karai."

Then, he woke up. Leo was Leo... But at the same time, he wasn't. Looking down at his body, he saw that he was still in the snake's form. However, it didn't matter now. He was going to get home and get help from his family... He sneaked out of Foot HQ and headed for the lair. However, unbeknownst to him, the Shredder saw him escape.

Leo raced through the streets as fast as he could. It was a little slow going, considering he was on a tail instead of two feet, but he didn't know how to change back, or even that he could. Finally, he found the manhole cover closest to the lair and opened it. A moment later, regular FootBots, the mutant FootBots, Rahzar, Fishface, Buzzkill, Tiger Claw, and finally, Shredder, all streamed in behind him, following him.

Leo finally slithered into the lair, yelling out, "Guys! It's me!"

Karai, who happened to be in the living room, jumped up and jump-kicked him in the chest, then backflipped off as Leo fell back.

"Just what the hell do you think you're doing?!" she yelled at him as the other turtles and Splinter came out, hearing the commotion.

"Guys, you have to believe me... It's me, Leo! It's a long story... But Shredder is planning to come here!" Leo exclaimed.

"Like we're supposed to believe that! You probably led him to us!" Karai shouted back.

Leo tried to explain himself, but he was getting nowhere. Just as he started to think this was a bad idea, several FootBots jumped in from behind him. They were followed by the mutant bots, Shredder's henchman, and finally, Shredder himself.

"He is not lying," Shredder started. "He is indeed Leonardo. I simply followed him here as he foolishly tried to get help from you."

Everyone gasped, and before they could react, the FootBots surrounded them.

"You want him back so badly?" Shredder teased as FootBots also restrained Leo. "You may all join each other... In whatever afterlife there may be!"

Time stood still once more as the Shredder slashed Leo across the chest. Splinter, Karai, and the turtles stood in silence as they nearly failed to process Leonardo collapsing to the ground.

"Foot! Tear this place apart! Leave no one breathing!" Shredder exclaimed as he laughed maniacally.

**And once again, that evil cliffhanger! Is this the end for Leonardo? Will Shredder finally complete his vendetta? Will Leo's family go completely insane and murder the entire army? 20 reviews this time... Tune in next time to find out if all hope is not lost. Thank you all for reading, and have a happy National Hot Dog Day!**


	5. Chapter 5

Chapter 5: Home Invasion

On Shredder's orders, the FootBots attacked, leaping at the owners of the home they were invading. However, they didn't last very long. The family tore them apart, fueled with unbelievable rage, especially Raph and Karai. As the fight went on, Shredder started to wonder if the FootBots wouldn't be enough.

He raised a hand to stop the regular FootBots from advancing.

"Retreating already? You're smarter than I thought," Raph remarked as Shredder only laughed. The mutant snake-droids jumped to the front line, 12 in all.

"Seems like just another gimmick to me," Karai stated as they charged, each taking on two while Splinter went against four with ease.

Karai was doing well until one knocked the butt end of its sword on her back, taking her by surprise and knocking her over. The other swung down and she barely blocked the hit in time. Their swords ground against each other as Karai struggled to get back on her feet. Then she looked over at Leo, unconscious and bleeding, and let out a battle cry as she kicked the mutant FootBot back and then slashed it in half. The other one advanced once again, but she sidestepped and cut it into several pieces.

Raph was holding his two Bots at bay, their swords caught in his sai. He twisted hard until the swords broke, and he threw them around. Then, one grabbed him with its tail and slammed him to the ground. As it was about to strike again with its tail, Raph stabbed one sai through the Bot's tail and the other one into its torso. He then picked up the Bot and smashed it against his second one, destroying them both.

Donnie batted his Bots away using his staff, then as they both advanced at once, he pushed himself up on the staff and split kicked them both in the face. One was knocked back, while the other grabbed his foot and slammed him down. He had only seconds to react as the Bot jumped towards him. Thinking quick, he activated the blade in his staff, impaling the bot, then as the other one attempted to take him off guard, Donnie made a clean swipe behind him, slicing off the Bot's head.

Mikey was having a little more trouble than his brothers, being unable to block attacks as easily. However, activating his longer chain, he hooked one Bot and threw it into the other, smashing one against the ground. The Bot that he threw got back up to attack, but Mikey managed to bat at it repeatedly with his nunchucks until he got behind it and used the chain to twist the Bot's head off.

Finally, Splinter noticed that his family was finishing off all of their respective fights.

"My children! Think quickly!" he exclaimed as he knocked all four of his Bots towards the other four, respectively, and the Bots were all impaled, slashed apart, or otherwise destroyed.

To say the least, Shredder was not pleased.

"Destroy them!" he ordered to his top four henchman. They reluctantly each went to take on one member, Donnie against Stockman, Mikey against Rahzar, Raph against Fishface, and Karai against Tiger Claw. As they began battling it out, Splinter and Shredder locked eyes. Several FootBots tried to attack Splinter, but he knocked them back and destroyed them with ease until what few remained were out of the picture.

"You have gone too far this time, Oroku Saki!" Splinter exclaimed towards Shredder.

"Not far enough. Not until I repay everything that you have put me through! You stole Tang Shen from me, so now I will take your family! My men will finish off the rest of your family, and I will finally destroy you myself!" Shredder cried out. "Make no mistake, Hamato Yoshi. Today, the story that began with just the two of us, will END with just the two of us, and I will finish what I started all those years ago..."

"You blind... Ignorant... Fool! Tang Shen was never yours! All this time you have blamed me for your own actions, you destroyed my family out of jealousy once, and it cost us both dearly! However, now, this does end. With only one of us!" Splinter exclaimed and pounced towards Shredder, who extended his claws and fought back.

As the two dueled, evenly matched, the others were having a little trouble. Buzzkill had burned part of Donnie's staff with his acid vomit, and Donnie himself was barely dodging being hit himself.

Fishface's switchblade was flying all over the place, giving Raph a hard time keeping up with both it and the dangerous robotic legs. While Raph was distracted, Fishface attempted to sink his teeth into Raph's shoulder. As he did, Raph cried out in pain, alerting the others.

This gave Rahzar a chance to slash Mikey across the torso, causing him to fall back, although his shell fortunately took the brunt of the damage. Rahzar threw several blades towards Mikey, who barely managed to dodge or block them all with his nunchucks.

Karai was having the most trouble. Tiger Claw was absorbing her attacks without much difficulty, although she had managed a few cuts. He, however, had gotten in several deep cuts on Karai, and as they clashed blades he swept out her feet.

Buzzkill finally landed a hit on Donnie with the acid, causing him to howl in pain as it seared his skin, and Buzzkill knocked him over with a good shoulder ram.

Rahzar threw more blades, and one caught Mikey in the shoulder, causing him to yelp and drop his guard, allowing a few more to hit him as he collapsed to the ground.

Karai attempted to stand, but Tiger Claw pressed down her torso with his foot.

"Master Shredder! Shall we finish them?" he inquired, gesturing to the fallen turtles and Karai, and causing Shredder's eyes to light up as Splinter took on a grim expression.

"No..." Splinter murmured under his breath. Shredder was about to give the kill order, but then was ambushed from behind by a snake tail. Leo was bleeding badly, but he had regained consciousness.

"You... Will not hurt... My family..." he muttered.

"Leonardo!" Splinter cried out, relieved to see his son alive. However, it was short lived. Tiger Claw roared in frustration and swung his sword down to land the kill on Karai. She closed her eyes and turned her face as she prepared to be finished, when she heard metal clang. Looking up, she saw that Leo, although he was in snake form, had blocked Tiger Claw's attack with his black swords. Without a word, he quickly used his tail to knock Tiger Claw back.

Using this as a distraction, Donnie, Raph, and Mikey worked through their pain and knocked their respective nemeses off of them. Donnie batted Buzzkill back and swatted the fly's head with his staff against the wall before the fly could react, a fitting end for one of his kind.

Mikey threw his nunchuck chains around Rahzar, trapping him, and threw him to Fishface, whose switchblade was out and impaled the werewolf.

Grunting in frustration, Fishface slashed back and forth at Raph, who was still loopy, but conscious. Finally, the blade got caught in one of Raph's sai, and Raph used his other sai to impale Fishface through the torso.

"I would make a joke about gutting the fish, but... That would be dark, even for me," he remarked with a smirk. Now only Tiger Claw was left, but he was fighting a losing battle, now against all four turtles and Karai, as Shredder roared in anger, realizing his big victory was quickly turning into his final defeat.

Finally, Tiger Claw was knocked back into a pillar by a kick from Karai. He cried out as Leo stabbed him with both swords. Panting, they nearly collapsed. Then, Karai suddenly grabbed Leo and kissed him as he went wide-eyed and blushed profusely. She pulled away and hugged him close.

"Wow..." was all Leo could manage as his brothers gave him knowing smirks and Karai beamed at him. Then, they turned towards Splinter and Shredder, as Splinter visibly had the upper hand.

"Your time is up, Oroku Saki!" Splinter exclaimed. "You never should have attacked us here!"

Shredder let out a roar of pure rage and ripped his mask off, revealing his charred, almost inhuman face.

"It is never over... I will fight you... To my very... Last... Breath!" he screamed as the two charged at each other. Then, rumbling was felt as the already damaged lair began to cave in slightly, knocking everyone off balance. Between Splinter and Shredder, a giant "Kraang worm" crashed through the wall. Several Kraang droids were surrounding it.

"Kraang has successfully located the ones that are turtles in the place that is here. However, now that Kraang is in the place that is here, the ones that are turtles will soon NOT be in the place that is here!" one of the Kraang exclaimed monotonously as the droids began to fire all around the lair.

"Not now..." Mikey muttered.

Shredder attempted to take out the giant worm. He wasn't about to let the invaders take the privilege of destroying Splinter and his family from him. Slashing at the worm with his claws, he didn't know what was coming when...

All around the lair, another mighty roar was heard from Shredder as everyone looked over to see him thrashing about, covered in glowing mutagen.

**Oh my. I uploaded slightly early, since tomorrow I'm leaving on a week-long trip, during which I probably won't be able to write, let alone upload due to lack of internet. Besides, y'all deserve it. I love all the feedback I've been getting. Didn't expect this idea to take off as much as it did. So yet another cliffhanger, hmm? Will Leo be able to return to his normal form? Will Splinter approve of LeoRai as much as I do? What will Shredder become? And just what are the Kraang going to do next? Find out in the final chapter. (This doesn't include epilogue, but you know what I mean XD)**


	6. Chapter 6

Chapter 6: Relocation

Shredder tried desperately to shake off the mutagen. Meanwhile, the owners of the home he had invaded were too focused on dealing with the Kraang to worry about him. Taking advantage of this, Shredder made his way to the exit, then turned back and surveyed the carnage; his dead henchmen, the countless destroyed FootBots, and the trashed home.

"This isn't over," he muttered before running off, leaving his enemies to their fate.

The turtles, Splinter, and Karai attempted to fight off the droids, but between the worm destroying everything in its path and their fatigue from fighting off the army, they were finding it extremely difficult. As the lair toppled down around them, Splinter realized that they had to escape.

"We cannot stay here any longer!" he exclaimed, motioning towards the exit.

"You kidding me? This is OUR home!" Raph cried out, stabbing through more droids.

"Not much of a home anymore..." Mikey muttered, following Splinter's orders with Leo, Donnie, and Karai.

"The ones who are turtles must not be allowed to escape from the place that is here!" one of the Kraang droids ordered to the others as they started firing at the exit, causing it to start rumbling.

"Raph! Come on!" Leo yelled. Raph hesitated before running with Splinter to the exit. As it began to collapse, Splinter got the feeling that they wouldn't make it. He pushed Raph hard, causing him to sail through it to the rest of the family, as the roof collapsed between them.

"Sensei!" "Father!" "Splinter!"

Voices rang out, but were impossible to hear through the rubble. Splinter had been knocked unconscious, and the Kraang advanced towards him...

Sulking through the sewers, Splinter's family didn't know what to do. Leo felt most responsible, hanging his head at the back of the pack.

"Leo?" Karai started, putting an arm around him.

"I'm fine," he lied.

"No, you're not. None of us are," Karai said.

"Splinter could be alive. We didn't see what happened after the roof collapsed," Donnie suggested. Karai nodded.

"We're all upset, but we have to keep going. We can't wait for something else to happen, or for the Kraang to find us!" she exclaimed, grabbing Leo by the shoulders.

"You're right," he finally said. "We have to reach out and take what we need. Let's find somewhere to stay until further notice."

The others nodded as they began the search.

After a while, they decided to move above ground; with Shredder out of the way, it would be much safer there. When they began climbing up on top of buildings, Leo was unable to follow due to his tail replacing his legs.

"Just go on! I'll catch up!" he insisted.

"Wait... Can't you change between a turtle and a snake?" Raph started.

"I can?" Leo raised an eyebrow.

"Yeah, that's why I called you Snakeshifter!" Mikey said proudly, earning a slap to the back of the head from Raph.

"I guess I could try it," Leo shrugged, figuring he had nothing to lose. He closed his eyes and focused on the body he was used to; his real self, as Karai gripped his hand. Finally, Leo opened his eyes and looked down to see two feet, causing cheers and "high-threes" all around.

"Guess that solves our retromutagen problem," Donnie noted as they all climbed on top of the building.

Jumping along rooftops, Karai finally thought of Shredder's building.

"You know... I know Shredder's place in and out. Plus, Shredder won't be using it for much any time soon," Karai started after getting the turtles' attention.

"Are you seriously suggesting we stay in the home of our sworn enemy?!" Raph exclaimed.

"Well, I've been doing it the past few nights," Karai replied, smirking ever so slightly. After pondering for a moment, Raph finally nodded.

"We better not get ambushed again, though," he said.

When they reached the Shredder's building, there were nothing other than a few FootBots who didn't know what had happened to their master guarding the doors. They were disposed of with relative ease. Finally, Karai led the turtles to the less fortified area of the stronghold-like building.

"Wow... It's actually kind of cozy in here," Mikey noted, laying down across a couch.

"This is the 'living room'. As hard as it is to believe, we didn't spend all of our time plotting to kill you," Karai smirked. "In fact, I spent most of my time here."

"This ain't so bad," Raph finally said, grabbing a soda from the fridge and sitting in a recliner.

"Pretty ironic, if you ask me. The Shredder takes our home, so we just use his," Donnie noted as he lay down on the couch across from Mikey's.

"Better than nothing," Leo murmured, then looked off to the side. His brothers had already fallen asleep. Karai suddenly grabbed Leo and pulled him in for a kiss, which he returned after a moment of shock as they collapsed into each other.

"I never said thank you for saving my life. Twice," Karai finally said as she broke the kiss.

"Well, you never were good about saying 'thank you'," Leo replied, smirking a little.

Since the lounge only had a few chairs left for furniture, Karai had led Leo back to her room so that they could get some rest themselves.

"This is your room?" Leo raised an eyebrow. It was almost empty other than a queen sized bed, a nightstand, and a dresser by a relatively small closet.

"I usually spend most of my time in the lounge or out and about, so it doesn't need to be all that fancy," Karai answered, finally getting rid of her armor plates and lying down. Leo lay down next to her trying not to feel awkward as they cuddled up to each other.

"We need to go look for Splinter once we've rested up," Leo said.

"Right. He's probably either in the sewers, or..." Karai trailed off.

"Or what?" Leo asked, confused.

"The Kraang were also behind that collapsed roof. So Splinter may be with them!" Karai answered.

"TCRI..." Leo muttered. "Alrighty, in the morning, let's get the others, then split up into two groups. One to search the sewers, and one to search... TCRI?" he slowed down as he realized Karai had fallen asleep on him. Shaking his head and smiling a little, he finally relaxed. Splinter could take care of himself, and the Shredder was long gone. At the very least, they were safe. For the first time in days, he fell into a good night's sleep.

However, none of them knew that deep in the sewers, another mutant rat had come about. The Shredder stalked around in his new body. He looked in the water and saw his own reflection, then scowled.

"I've become as hideous as Yoshi..." he trailed off. The Shredder's new mutation had pitch black fur, the metal trident-type design from the Kuro Kabuto on his forehead, long, sharp claws extending from the tops of his wrists, plated armor on his shoulders, torso, and shins, and a tail made of steel.

"They will not stop me... I will still have my vengeance!" he hissed as he continued on, now more filled with hate than ever.

**The End?**

**And so the story concludes? I must apologize, dear readers, but this is the ending of season two as I see it. This is not to say that there won't be a season three, however. I said in the beginning this story would be my vision for the end of season two. In the future, I may write a story to account for the beginning of season three in this alternate universe. Anyways, thank you all VERY much for reading my fanfiction! I sincerely appreciate all of the positive feedback I've gotten, and it's really gotten me to start writing more. In the meantime, I bid you all adieu, and thank you for reading. c:**


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